xyl-defa14a_20230403.htm

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant

Filed by a Party other than the Registrant

Check the appropriate box:

Preliminary Proxy Statement

Confidential, for the Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Definitive Proxy Statement

Definitive Additional Materials

Soliciting Material Pursuant Under §240.14a-12

Xylem Inc.

(Name of Registrant as Specified In Its Charter)

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

No fee required.

Fee paid previously with preliminary materials.

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-69(i)(1) and 0-11

 



 

Your Vote Counts!  XYLEM INC.  2023 Annual MeetingVote by May 17, 2023 11:59 PM ET. For shares held in a Xylem employee retirement savings plan, Vote by May 15, 2023 11:59 PM ET.   XYLEM INC. 301 WATER STREET SEWASHINGTON, DC 20003  V03246-P87411-Z84411   You invested in XYLEM INC. and it’s time to vote!  You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the shareholder meeting to be held on May 18, 2023.  Get informed before you vote  View the 2023 Notice and Proxy Statement and 2022 Annual Report on Form 10-K online at www.ProxyVote.com or scan the QR Barcode below OR you can receive a free paper or email copy of the material(s) by requesting prior to May 4, 2023. Ifyouwouldlike to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number(indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.   For complete information and to vote, visit www.ProxyVote.comControl # Smartphone users  Point your camera here and vote without entering a control number   Vote Virtually at the Meeting*  May 18, 2023  8:00 a.m. (ET) Virtually at: www.virtualshareholdermeeting.com/XYL2023  *To vote your shares during the virtual Annual Meeting, you will need your unique control number indicated above. Please check the meeting materials for more information, including any special requirements for meeting attendance.  V1.1  


Vote at www.ProxyVote.com  THIS IS NOT A VOTABLE BALLOT  This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. Please follow the instructions on the reverse side to view the proxy materials and to vote on these important matters. We encourage you to access and review all of the important information contained in the proxy materials before voting.  Voting Items  Board Recommends  1.Election of ten members of the Xylem Inc. Board of Directors. Nominees: 1a.Jeanne Beliveau-DunnFor1b.Patrick K. DeckerFor1c.Earl R. EllisFor1d.Robert F. FrielFor1e.Victoria D. HarkerFor1f.Steven R. LorangerFor1g.Mark D. MorelliFor1h.Jerome A. PeribereFor1i.Lila TretikovFor1j.Uday YadavFor2.Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.For3.Advisory vote to approve the compensation of our named executive officers.For4.Shareholder proposal requesting a policy requiring an independent board chair, if properly presented at the meeting.Against  NOTE: Such other business as may properly come before the meeting or any adjournment or postponement thereof.  Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”. V03247-P87411-Z84411